Talk:Foundation/Local Chapters/Australia/Draft Rules

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John,

As you know we have a difference of opinion about who/what should benefit from our contributions. But, in good faith, I'd like to assist you with drafting the constitution. Usual disclaimers apply - all I'm doing is pointing out inconsistencies between what you've proposed and my understanding of things.

I'd really like to discuss this further with you, I think we could come up with something amacable that hopefully would make everyone happy, as I've stated before I don't know if ODBL is the best option for us, I need legal advice both personally and for work, but that won't happen till next year -- Delta foxtrot2 08:04, 19 December 2009 (UTC)

Therefore you may wish to consider the following before proceeding with your OSM chapter. Note I've only checked out the Qld jurisdiction, and scanned over the WA model rules.

  1. No point including the word "Oceania" in the title since the Association cannot actually have no jurisdiction outside Australia. Relations to (say) OSM NZ and the mothership can legally only occur through diplomacy.
Has nothing to do with jurisdiction, we can, like OSM-F accept memberships world wide, the point of the name is it means we align ourselves with a slightly bigger region than just Australia and we can use advocacy in this region. -- Delta foxtrot2 08:04, 19 December 2009 (UTC)
  1. Are you a resident of NSW or think you can get 5 of your friends to register there on your behalf? Incorporated Associations are bound by the State, not the Commonwealth, unless you also register with ASIC which is a much more complex affair.
You only need one person living in NSW, the public officier, there is no residency restrictions on anyone else unless we choose to do so, I have an accountant lined up to be public officer and treasurer hopefully to reduce paper work on everyone else -- Delta foxtrot2 08:04, 19 December 2009 (UTC)
  1. Appendix 3: The Not for Profit intention is usually embodied in the Associations Act that enables the Incorporated Association to exist in the first place. This is certainly the case in the Queensland jurisdiction. So this appendix may be superfluous.
Actually you need to include some statements that most states exclude for taxation purposes, which is a federal issue which is probably why the states don't care properly to address this -- Delta foxtrot2 08:04, 19 December 2009 (UTC)
  1. Appendix 4, the Statement of Purpose, looks very similar to the Statement of Objects that is referred to in the model rules. I suggest you synchronise these terms. In addition, you may also want to syncronise your contents with that of the mothership at section 3.1: "OpenStreetMap Foundation is dedicated to encouraging the growth, development and distribution of free geospatial data and to providing geospatial data for anybody to use and share."
  2. Rule 3 (Conflict of Interest) - you may want to compare and contrast with the WA model rules on http://www.commerce.wa.gov.au/ConsumerProtection/PDF/Associations/Inc_Assoc_Model_Rules.pdf regarding pecuniary interests, e.g rule 15.6:

"As required under sections 21 and 22 of the [Western Australian Associations Incorporations] Act, a Committee member having any direct or indirect pecuniary interest in a contract, or proposed contract, made by, or in the contemplation of, the Committee (except if that pecuniary interest exists only by virtue of the fact that the member of the Committee is a member of a class of persons for whose benefit the Association is established), must-

"(a) as soon as he or she becomes aware of that interest, disclose the nature and extent of his or her interest to the Committee; and

"(b) not take part in any deliberations or decision of the Committee with respect to that contract."

That looks pretty good -- Delta foxtrot2 08:04, 19 December 2009 (UTC)